SPECIAL PLOVER VILLAGE BOARD MEETING

Wednesday, September 9, 2009
4:30 p.m.

Members Present: Dan Schlutter, Orv Damrau, Fred La Rosa, Steve Fritz, Richard Bishop, Joe Radomski, Tom Davies

Others Present: Dan Mahoney, Debbie Sniadajewski

1. Mr. Schlutter called the meeting to order. Pledge of Allegiance.

2. Mr. Mahoney explained that the Resolution regarding the CAP Services Development Agreement will be taken up last as Mr. Pnazek will be arriving later.

RESOLUTION 9-22-09 - A RESOLUTION AUTHORIZING THE SUBMISSION OF A WISCONSIN DEPARTMENT OF TRANSPORTATION FACILITIES FOR ECONOMIC ASSISTANCE (TEA) GRANT APPLICATION
Mr. Mahoney referred to the proposed resolution, copy attached, authorizing the Village of Plover to apply for grant monies to be applied toward transportation improvements in conjunction with the JayTina project, which is now doing business as Intevation Food Group, LLC. He explained that the dollar amount has not been set yet but anticipates it will be close to $500,000. The improvements consist of the remainder of Tall Pine Dr., River's Edge Dr., signal installation at Foremost Rd. and STH 54, and the right-in right-out configuration at Grant Ave. and STH 54. The grant will cover 50% of the costs with the remainder being paid out of the TIF district. Mr. Mahoney stated that the grant money received is contingent on jobs created and there is a job repayment provision, which are the next two agenda items.

Mr. Bishop moved to adopt Resolution 9-22-09 Authorizing the Submission of a Wisconsin Department of Transportation Facilities for Economic Assistance (TEA) Grant Application. Mr. Damrau seconded and the motion carried unanimously by Roll Call vote.

3. TRANSPORTATION ECONOMIC ASSISTANCE (TEA) JOB GUARANTEE AGREEMENT BETWEEN JAYTINA AND THE VILLAGE OF PLOVER
Mr. Mahoney referred to the Job Guarantee agreement between JayTina and the Village of Plover, copy attached. He explained that the agreement requires JayTina to create 160 jobs within three years and retain them for an additional
four years.

Mr. Damrau moved to approve the Transportation Economic Assistance (TEA) Job Guarantee Agreement between JayTina and the Village of Plover. Mr. Bishop seconded and the motion carried.

4. TRANSPORTATION ECONOMIC ASSISTANCE (TEA) JOB GUARANTEE REPAYMENT PROVISION WITH THE WI DEPARTMENT OF TRANSPORTATION
Mr. Mahoney referred to the Job Guarantee Repayment Provision with the WI Dept. of Transportation, copy attached. He explained that if the jobs specified in the Job Guarantee Agreement are not created, grant monies must be repaid to the State.

Mr. Damrau moved to approve the Transportation Economic Assistance (TEA) Job Guarantee Repayment Provision with the Wisconsin Department of Transportation. Mr. Fritz seconded and the motion carried.

5. PROCLAMATION - CITIZENSHIP DAY AND CONSTITUTION WEEK
The Board reviewed the proposed proclamation, copy attached.

Mr. Bishop moved to approve the Proclamation declaring September 17 as Citizenship Day and the week of September 17 - 23 as Constitution Week. Mr. Radomski seconded and the motion carried.

6. RESOLUTION 9-21-09 - A RESOLUTION APPROVING AMENDED AND RESTATED DEVELOPMENT AGREEMENT WITH CAP SERVICES, INC. AND RELATED GUARANTY AGREEMENT AND SUBORDINATION
AGREEMENT WITH UNITED FARM CREDIT SERVICES, INC.
Mr. Mahoney stated that the proposed resolution involves four items of which he would like board action on each one separately. He referred to his memo explaining the items, copy attached.

Amended Development Agreement with CAP Services, Inc. Mr. Mahoney explained that the Development Agreement initially included a developer's incentive payment of $150,000. In addition, Farm Credit Services and CAP Services requested that the Village provide a short term $1 million limited guaranty for a period of three years subject to CAP Services guaranteeing an assessed value of the
improvements equal to or in excess of $8.4 million for the life of the Tax Incremental District. The $150,000 developer incentive payment will be provided only if the Village is released from the guaranty. If released, the Village has the option to provide the incentive payment in the last year of the TID, and only if adequate Tax Increment revenue
exists to proved the incentive payment.

Mr. Davies questioned if there was a spreadsheet showing the tax revenues generated from the TIF. Mr. Mahoney
stated that there is.

Mr. Damrau moved to approve the amended and restated Development Agreement with CAP Services, Inc. Mr. Bishop seconded and the motion carried.

Limited Guaranty Agreement
Mr. Mahoney explained that the $1 million Limited Guaranty Agreement will remain in place until JayTina can demonstrate to United Farm Credit Services, CAP Services lending Institution,that they have reached certain benchmarks for product sales and orders placed or until December 31, 2012, whichever occurs sooner. Mr. Mahoney stated that the risks as outlined in the Village attorney's e-mail have been minimized to the greatest extent possible.

Mr. Bishop moved to approve the Limited Guaranty Agreement with United Farm Credit Services. Mr. Damrau seconded and the motion carried.

Subordination Agreement
Mr. Mahoney explained that the Subordination Agreement provides details of the Village's subordination to Farm Credit Services with respect to the mortgage

Mr. Bishop moved to approve the Subordination Agreement with United Farm Credit Services. Mr. Fritz seconded and the motion carried.

Resolution
Mr. Damrau moved to adopt Resolution 9-21-09 approving the amended and restated Development Agreement with CAP Services, Inc. and Related Guaranty Agreement and Subordination Agreement with United Farm Credit Services, Inc. Mr. Bishop seconded and the motion carried unanimously by Roll Call vote.

Jay Arend expressed his gratitude to the Village of Plover for their involvement.

7. Mr. La Rosa moved to adjourn at 4:46 p.m. Mr. Damrau seconded and the motion carried.

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Karen Swanson, Village Clerk